1317236 B.C. Ltd. and Canadian Gold Miner Corp. Announce Execution of Amending Agreement

Vancouver, British Columbia--(Newsfile Corp. - June 2, 2026) - 1317236 B.C. Ltd. ("131") and Canadian Gold Miner Corp. ("CGM") are pleased to announce that they have entered into an amending agreement dated May 29, 2026 (the "Amending Agreement") to extend the outside date of the amalgamation agreement between 131 and CGM dated February 19, 2026 (the " Definitive Agreement"), pursuant to which 131 and CGM will amalgamate, and continue as one corporation (the "Proposed Transaction"), being the "Resulting Issuer", and list on the TSX Venture Exchange (the "TSXV") as a "Tier 2" mining issuer.

Pursuant to the Amending Agreement, 131 and CGM have agreed to extend the date by which either party may provide notice to terminate the Definitive Agreement from May 31, 2026, to September 30, 2026. No other amendments were made.

A copy of the Amending Agreement will be filed under 131's SEDAR+ profile at www.sedarplus.ca.

Further details regarding the Proposed Transaction and the Resulting Issuer will also be contained in the listing application (the "Listing Application") to be prepared and filed with the TSXV, a copy of which will be filed under 131's SEDAR+ profile at www.sedarplus.ca.

About CGM

Canadian Gold Miner is a private exploration company that controls one of the largest contiguous land positions in the prolific Kirkland Lake gold camp, including near-complete ownership of the highly prospective Lincoln-Nipissing Shear Zone-an underexplored structural corridor comparable in scale and potential to the Cadillac-Larder Lake Break. Private investment helped define two emerging, district-scale gold targets-4 Corners and Lafond-each hosting multi-kilometre mineralized trends now ready for drill evaluation. Supported by strong industry shareholders and an award-winning technical team, the Company is preparing for a 2026 public listing and financing (in connection with the Proposed Transaction), giving investors early exposure to a potential new gold district.

Additional Information

Additional information concerning the Proposed Transaction, the Concurrent Financing, 131, CGM and the Resulting Issuer will be provided in subsequent news releases and in the Listing Application to be filed in connection with the Proposed Transaction, which will be available under 131's SEDAR+ profile at www.sedarplus.ca.

None of the securities to be issued in the Concurrent Financing or to be issued pursuant to the Proposed Transaction have been or will be registered under the United States Securities Act of 1933, as amended, or any state securities laws, and any securities issued pursuant thereto will be issued in reliance upon available exemptions from such registration requirements. This news release does not constitute an offer to sell or the solicitation of an offer to buy any securities.

About 1317236 B.C. Ltd.

131 was incorporated under the Business Corporations Act (British Columbia) on July 27, 2021. 131 is a reporting issuer under the securities laws of the jurisdictions of Alberta and British Columbia. None of its securities are listed or posted for trading on any stock exchange and no public market exists for any securities of 131.

For more information, please contact:

1317236 B.C. Ltd. 

James Ward
Chief Executive Officer
[email protected]

Canadian Gold Miner Corp.

Greg Collins
President and Chief Executive Officer
[email protected]

Cautionary Note Regarding Forward-Looking Information

This news release contains statements which constitute "forward-looking information" within the meaning of applicable securities laws, including statements regarding the plans, intentions, beliefs and current expectations of 131 and CGM with respect to future business activities and operating performance. Forward-looking information is often identified by the words "may", "would", "could", "should", "will", "intend", "plan", "anticipate", "believe", "estimate", "expect" or similar expressions and includes information regarding filing of the Amending Agreement and preparation and filing of the Listing Statement.

Investors are cautioned that forward-looking information is not based on historical facts but instead reflect 131's and CGM's respective management's expectations, estimates or projections concerning future results or events based on the opinions, assumptions and estimates of management considered reasonable at the date the statements are made. Although 131 and CGM believe that the expectations reflected in such forward-looking information are reasonable, such information involves risks and uncertainties, and undue reliance should not be placed on such information, as unknown or unpredictable factors could have material adverse effects on future results, performance or achievements of the combined company. Among the key factors that could cause actual results to differ materially from those projected in the forward-looking information are the following: the ability to consummate the Proposed Transaction; the ability to obtain requisite regulatory and shareholder approvals, including but not limited to that of the TSXV, and the satisfaction of other conditions to the consummation of the Proposed Transaction on the proposed terms and schedule; the potential impact of the announcement or consummation of the Proposed Transaction on relationships, including with regulatory bodies, employees, and competitors; and changes in general economic, business and political conditions, including changes in the financial markets. This forward-looking information may be affected by risks and uncertainties in the business of 131 and CGM and market conditions.

Should one or more of these risks or uncertainties materialize, or should assumptions underlying the forward-looking information prove incorrect, actual results may vary materially from those described herein as intended, planned, anticipated, believed, estimated or expected. Although 131 and CGM have attempted to identify important risks, uncertainties and factors which could cause actual results to differ materially, there may be others that cause results not to be as anticipated, estimated or intended. 131 and CGM do not intend, and do not assume any obligation, to update this forward-looking information except as otherwise required by applicable law.

Investors are cautioned that, except as disclosed in the Listing Application to be prepared in connection with the Proposed Transaction, any information released or received with respect to the Proposed Transaction may not be accurate or complete and should not be relied upon.

Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release.

Not for distribution to U.S. Newswire Services or for dissemination in the United States. Any failure to comply with this restriction may constitute a violation of U.S. Securities laws.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/299848